Keep Your Head Up
by LexiLex24
Summary: Exactly what the title says. Lance holds his head up and gets a surprise. More IlanaxLance limes comin' your way! Warning:contains adult situations.


Look who's back! I just got a new laptop to replace my stolen one. Look you guys are so patient and when I saw I got 15 favorites on Food Fight, I knew you deserved another story. So here's another M rated fic since I seemed to receive the most positive feedback on that. Without further ado, here's another steamy LancexIlana story!

Disclaimer: I do not own Sym-Bionic-Titan.

* * *

Lance awaited not so patiently as Ilana stood on the ladder hanging a banner for the spring formal. Since Ilana had so much fun planning the Homecoming dance, she thought she'd try her luck again by participating in the decorating for the Spring Formal. Even though she ended up missing everything she worked so hard to make, it didn't deter her spirit one bit.

"Aren't you done?" Lance inquired with his back turned starting to tap his foot.

"If you don't want to wait for me, you can just catch a ride with Oct-, Newton." Ilana caught herself as she glanced back down at Lance and remembered that Tony and Maribel were in the corner debating between candy canes and lollipops as background props since the Formal theme was "Sweet Escape" (A/N: That was MY prom theme so I'm using that!).

"He said he wanted to give Kimmy a ride home first, no way was I getting in a car alone with those two." Lance replied while a brief look of disgust crossed his face as he tried to keep images of the robo/human romance out of his head.

And failed.

"I don't care for Kimmy anymore than you do, and her relationship with Newton makes things even more complicated for us, but at least she makes him happy." Ilana's voice sounded slightly strained as she got on her tip toes to hang the other end of the banner.

"Yeah, I guess." Lance mumbled.

"If you are really that bored why don't you help?" Ilana challenged tired of Lance's pouting.

"Decor and interior design aren't exactly courses they offered at the military academy."

"Well it's never too late to-"

The ladder started to wobble slightly.

"Whoa!" Ilana cried as she attempted to maintain her balance.

"I got ya." Lance told her calmly as he turned around and held the ladder with both of his hands before Ilana could even look behind her and realize who had steadied her.

"Thanks." she smiled down at him before getting back on her toes fully secured to finish hanging her hand-made banner.

"Don't mention-" Lance stopped mid sentence as he looked up expecting to Ilana's cheery face, but was instead greeted by a shocking yet not unwelcome sight.

Lance was looking at Ilana's panties.

Lance could feel blood start to gather to his pale face, which was uncommon for the normally stoic intergalactic corporal. He could also feel blood beginning to gather, er- somewhere further south if you know what I mean.

_"Wow. Those are cute." _He thought as he was frozen by his arousal.

The princess's panties were indeed cute.

They were yellow with a round thick red lace lining the leg holes. And they looked so nice wrapped around her fair-skinned round buttocks and nether region. Lance wondered what they looked like from the front...

"No! What's _wrong _with me?!" Lance said out loud as he shook his head desperately trying to rid himself of such dirty and improper thoughts. And like with Kimmy and Octus-

Failing.

By now Ilana had successfully pinned her banner and it read "Sweet Escape 2014 Spring Fling!" in orange, purple and red colored pencil. She had her head turned back to him, and raised an eyebrow in question at his seemingly uncalled for self berating. Completely innocent to the fact that her brother for all intents and purposes was just peeping up her lime green pleated skirt and saw her adorable yet sexy yellow and red undies.

"Lance?"

Lance finally stopped holding and shaking his head and glanced up at Ilana with plenty of care to focus his eyes as high as possible to meet his eyes and not her butt.

"...Uh, yeah?" Lance's voice was filled with both question and fear. Not the fear that came from being in the middle of a war zone or the fear that came from battling a Mutraddi creature sent from light years away for the sole purpose of killing you...

But the fear of being caught doing something perverted by a woman.

"Everything...okay?" Ilana asked seemingly oblivious to why Lance's cheeks had a tinge of pink on them, and his eyes almost seemed to have to force themselves to meet hers.

"Oh yeah. Sure! Why wouldn't it be?" Lance tried to convince her nervously as he shoved his hands in his pockets and hunched his shoulders. A habit of his when he was nervous. A habit Lance labeled as a tell. And a habit Ilana labeled as kind of cute.

"Uh, since you appear to be done. I'll just wait for you in the hallway. It's kinda stuffy in here." With that half-baked excuse, Lance saw himself out and kept his hands in his pockets and his head down all the way to the door. And he was gone.

Leaving a very confused and bewildered Ilana.

"Ilana!" Tony had finally made his presence known as he and Maribel walked over to their resident party planner.

"Please tell Maribel that candy canes would be so much more fab than lollipops." Tony begged her dramatically.

"Lollipops can be any color imaginable, candy canes would just make us have to color coordinate red and white." Maribel retorted.

" You take that back!"

"Uh guys, we can have both. That way if there's red and white and whatever color the lollipops would be, we wouldn't have to focus on the colors and just have a range of colors. Plus since the theme is 'Sweet Escape', the more candy the better right?" Ilana offered.

Both Tony and Maribel stared at her with admiration.

"See? This is why we always go with your ideas. You are...Uh Ilana?" Tony stopped appearing to realize something.

"What?" she asked confused for the second time today.

"You might want to get down from that ladder. I can see right up that adorbs green skirt." Tony informed her while averting his eyes.

"What?!" Ilana squealed as held her skirt down with her hands and practically jumped off her place on the ladder blushing with embarrassment.

Before anything else could happen, Ilana went dashing out of the classroom. Leaving a stunned Toby and Maribel in their wakes.

* * *

In the hallway, Ilana was panting and had gotten her blush to decrease but it was still there. She put her hands to her cheeks and panicked silently.

_"Oh god. I can't believe someone just saw my panties. That was so embarrassing! I'm a princess for crying out loud, I'm supposed to be modest." _She felt ashamed not really because Tony saw them, in fact he seemed to care less about seeing up her skirt or any girl's skirt for that matter, but because of the fact that someone could look up there so easily. She felt exposed.

She then thought back to when she was on the ladder earlier and how many other people could have looked at her like that.

_"Okay. Tony saw them. Maribel might have saw them. I don't really mind that much because she's a girl but still. They were the only two in the room with me. Well except for..."_

...

Her face was now redder than the lace on her panties.

* * *

The weekend was a nice break. Lance had just woken up from his slumber for the second time since he was conditioned to wake up at 2:00 am every night. He rolled out of his bed lazily and proceeded to make his way down the hall to the bathroom.

He locked the door behind him and dropped his white boxers. He than ran the water to his favorite temperature. He stepped in and started to scrub himself with the soap on the small shelf in the shower. He let his mind wander. Back to yesterday.

"_Man. What was I thinking? I mean, I was on the ground and Ilana was in the air. What did I think I was gonna see when I looked up?"_

He placed the soap back on the shelf.

_"But I can't say I regret it."_

Lance had washed just about every part of his sculpted body before halting in the middle of that thought.

_"It's thoughts like that that have no business in my mind!"_

He then sighed out loud and just let the water rinse him off.

_"At least Ilana doesn't know what I did."_

* * *

Downstairs, Ilana had already gotten ready for the day and was stirring her bowl of cereal tentatively with a spoon. She had gone with an orange one shoulder top that was ruched at the sides with a short bell sleeve on her right arm and a purple flowing skirt. Today, she deliberately chose one that was knee length.

_"I hope I can get through this day without someone seeing my undergarments." _Ilana thought this was something simple enough to accomplish, but you never know what's in store for today.

As if on cue, Lance slid down the hand rail of the stairs and waltzed into the kitchen. He took a seat across from Ilana.

"Morning." he greeted casually.

"Morning." she greeted back.

Lance grabbed a banana from the fruit bowl and took a few bites while Ilana tended to her fruity flavored grains. Their thoughts almost synchronized.

_"Did he see my underwear?"_

_"Does she know I saw her underwear?"_

Just then, Octus poked his head in the doorway while in his dad disguise.

"Lance, Ilana, I was wondering if it would be okay for Kimmy to come over here this afternoon? She's kind of falling out with a friend of hers and she could use a shoulder to cry on."

"Why don't you take your shoulder to her house then?" Lance shot back earning a light kick in the shin from Ilana. Which he ignored.

"Her mother is planning to throw a dinner party tonight and she will be setting up all day. Kimmy doesn't want us to interfere." Octus explained.

"Right," Lance put in sarcastically"-because if there's one thing Kimmy _doesn't _do, it's interfere-ow! That one hurt a little!" He objected as he was kicked for the second time by Ilana who just glared back at him.

"Of course Kimmy can come over and don't worry about Lance and I. We'll busy ourselves with something else so you two can be alone." she reassured.

Octus smiled. "Thank you Ilana. I'll tell her she can make her way over right now." he said leaving to call his earth native girlfriend.

Lance raised an eyebrow at Ilana as she tried to keep up her poker face. But even she was unprepared to spend the entire day with her former bully.

"Look, just have some tolerance okay? If we find something to do we won't even know she's here."

"I have a better idea. How about we find something to do far away from the house so we can REALLY feel like she's not here? You know because we'll be somewhere else?" Lance played.

That actually wasn't a bad idea.

"Did you have someplace in mind? Because I kind of wanted to go to the park today." Ilana offered.

"Whatever." Lance said in a very Lance like way before throwing away his banana peel.

"Let's walk so we can take our sweet time getting back to the house full of robot cheerleader mushiness." Lance started making his way to the back door.

Once again, not a bad idea.

Ilana rinsed her bowl off in the sink before following him, just barely hearing Octus say- "See you soon, Sugar Muffin" over the phone.

* * *

The walk to the park was relatively short. They only lived about two blocks away from it after all. As the sound of Ilana's gold braided thong sandals patted across the ground, she glanced shyly at Lance. Thoughts of yesterday came flooding back.

_"Should I really mind if he saw them? I mean, Lance is like a brother to me. I'm sure he didn't get any kind of excitement from it. But what if he did? He doesn't seem to be showing it." _She observed Lance's almost permanent stoic expression.

_"I wonder, would I really mind if he saw them?"_

At this, Ilana started shaking her head in a similar fashion Lance did yesterday while she was hanging her banner. Causing Lance to shoot her the same questioning look Ilana gave him.

"Uh, Ilana? You okay?"

"Huh? Yeah sure, oh hey! There's the park!" She quickly sprinted ahead as Lance just sighed at her behavior and followed with little enthusiasm. He wasn't a big fan of little kids running around and screaming, although he was partial to the multiple jungle gyms and park contraptions that could have just as easily qualified as mediocre training obstacles.

While Ilana situated herself on a swing, Lance made his way to the monkey bars. Several children looked on in awe as he effortlessly made his way across the iron bars in a matter of seconds without so much as a grunt or bead of sweat.

"Whoa!"

"That was sweet!"

"How'd you do that mister? I can barely get myself up on the first bar!"

The comments of astonishment came from all sides as Lance found himself surrounded by spectators that barely reached his knees. He looked over to Ilana for help but she just smiled and continued to swing gently a few feet away.

"Wow mister you're really tall! You must be like ten years old or something." a little girl in pink overalls and brown pigtails said while clinging a little too close to Lance's side.

"Uh..." Lance wasn't really sure how to respond.

"And you must be really strong if you could do the monkey bars so good. Would you show me again?" she asked as cutely as humanly possible blinking her big baby blue eyes at him.

Ilana then stopped smiling at the sight. She got off her swing.

_"Geeze. Even **5** year old girls can't keep their composure around him."_ she thought as she trudged over to him and grabbed his hand, dragging him away from his pint-sized admirers.

"Took ya long enough." Lance told her only half joking.

"Oh hush." Ilana said only half joking as well.

* * *

About 2 hours later, Lance and Ilana had switched between just sitting on the benches, to playing on the park attractions, to pigging out on ice cream. The truck had come around twice by now. The driver knew he would score big at a park full of hyperactive kids accompanied by their worn out parents who would've done anything to get them to sit down for five minutes. This included buying them an unhealthy treat._  
_

Ilana had just finished her vanilla cone with rainbow sprinkles and wiped what was left of the sticky treat with her napkin. "So," she started "I'm about ready to leave, how about you?"

"Yeah. Maybe we could head over to the Promenade place?" he suggested throwing away what was left of his chocolate cone.

"Sounds good to me." she said as she got up and began walking ahead of him. Lance trailed behind her not really in a rush. Ilana then fidgeted slightly.

"So Lance..."

"Yeah?"

"Yesterday, when I was on the ladder-" she started not really sure how to phrase a question like this. She felt heat rise to her cheeks at the awkwardness.

Lance stopped in his tracks, his mundane demeanor replaced by a suddenly nervous one. Ilana had stopped too.

"I was wondering..."

"Yeah?"

"Did you happen to see my-uh..." Lance's striking green eyes widened at least three times their normal size. Just then, a rather mischievous and excited looking boy probably hopped up on ice cream, practically rocketed towards them.

Then he did something neither of them saw coming.

"Ha-ha!" the boy laughed as took his tiny hand and flipped up Ilana's skirt. Since it was knee length the boy could raise his hand to just barely reach the edge of her skirt and that was all it took.

In a split second, Ilana's purple skirt was now flowing around around her waist and putting her white cotton brief hipster panties with pink leg holes and a pink waistband and pink hearts printed all over on display for Lance and anyone else who happened to be looking their direction.

Ilana let out a squeal that could almost qualify as a scream as she held her hands down to cover her front, but the skirt still had some hang time due to the flimsy fabric it was made of combined with the force that was put into the skirt flip.

The back of her panties were still visible to Lance since he had lagged behind her. And his cheeks were almost as pink as most of the underwear he was gazing at. He had seen the princess of Galaluna's panties not once, but twice. In two days.

While Ilana was frozen with humiliation and Lance with shock, the little twerp had the nerve to snicker at the success of his attack and ran off probably to find his next victim.

Lance snapped out of his stupor and looked at Ilana with concern. Her skirt was now back to it's original place, but the damage had already been done. She might as well have just taken it off since Lance, and she was sure at least half of the people left at the park saw what was underneath.

Lance was expecting her to either lash out or turn a thousand shades of red.

But she did the last thing he was expecting.

_*Sniff*_

Ilana actually fell to her knees and started sobbing.

Lance's eyes once again widened before they narrowed with white hot rage. He looked from Ilana to the direction her hyperactive assaulter ran and saw him sprinting toward two teenage girls was a short haired brunette who was wearing a navy blue with white stripes skirt and a long haired blonde wearing a yellow skirt. Each one had their fashionable garment unexpectedly flipped up revealing their lacy purple, and green with white polka dotted panties respectively. They both squeaked at the same time while the boy snickered his annoying snicker.

Lance had just barely taken a deadly step toward him before he felt a tug on his jeans.

"Lance don't, it's fine. It was just a harmless prank."

"Harmless?" Lance asked incredulously. "Ilana he made you cry! I can't just let him get away with that." he insisted.

"Please Lance. I just want to get away from here." she begged just really wanting to go home and forget her mortification.

"But-!" Lance started still wanting to give the tiny boy the noogie of his lifetime.

"Please." Ilana looked up at him with slightly tearful eyes.

Lance could no longer argue and muttered "Alright" as he helped her up and escorted her out of the park. Shooting dirty looks at anyone who dared to look at them strangely.

* * *

The walk home from the park was mostly silent. Ilana made her way up to her room and Lance wordlessly passed Octus and Kimmy as he consoled her on the couch. Lance could care less what she was crying about and could only think of Ilana. But she said she just wanted to be alone.

The rest of the day went by painfully slow. Kimmy and Octus talked on while Lance had retired to his room and was working out.

_"Poor Ilana. I can't imagine what she's feeling now. She's always so uptight about being perfect and acting like a royal should, but on this planet she's constantly picked on and humiliated." _Lance finished this thought while dropping a dumbbell and proceeded to do some pull ups.

_"Why does everyone here take her for granted? I mean the people of our home planet worshipped the ground she walked on. First there was that thing with Kimmy and the cheerleaders,"_His face scrunched slightly in annoyance as he remembered said red headed cheerleader was right downstairs.

_"And now that snot nosed brat comes along and exposes her as a joke."_ Lance grinded his teeth in frustration at the event that took place just a few hours ago.

_"Who does he think he is? He thinks he can just go around flipping up people's skirts? Especially Ilana's?! That's **my **Ilana he was harassing! And nobody gets to see her panties but me!"_

Lance abruptly stopped in the middle of his thirty fourth pull up.

_"My Ilana? Why would I think that?"_

_..._

_"More importantly, why would I think it's only okay for me to see her panties? Nobody should get to see her panties! It's undignified for someone of her standing! Why am I having these thoughts?"_

Lance dropped to the ground.

_"Could I...?"_

He looked at his door and had a crazy idea.

* * *

Ilana had stopped crying, but hadn't stopped being upset.

She just couldn't win this week. She'd been embarrassed privately and publicly in the same way. Two days in a row. Anyone would feel kinda down after that.

She slipped out of her clothes and was left in her pink heart panties and matching bra with pink straps and a bow in the middle of the cups.

Then this happened.

Her door opened.

"Ilana?"

She abruptly whipped her head toward the sound of the voice and saw it was Lance. He had just come from his workout so he wasn't wearing a shirt.

"Lance!" Ilana objected with her face turning pink. "I-I c-can't you see I'm not decent?!" she demanded not at all happy to be seen completely without clothes. She tried to cover herself with her hands.

Lance simply walked closer to her.

"Ilana?"

Ilana had given up trying to cover her body after seeing the resolve on his face. And knowing that he'd seen her panties possibly two times, she thought it was somewhat pointless anyway.

"What do you see me as?" he inquired.

"What?"

"Am I your bodyguard, brother, friend? Just tell me where I stand." he sounded serious. Ilana looked down in confusion. "I don't know. I mean I care deeply about you obviously. You're an amazing bodyguard, a great brother figure, and one of the best friends I've ever had, but...just how close are we?" she trailed off.

"How close?"

"What's with all these questions anyway?" she asked trying to change the subject.

"Ilana."

'sigh'

"I mean, I'm not sure if my feelings for you are platonic or...um..." Ilana didn't finish. She didn't have to. Lance grabbed her chin and forced her to look into his sparkling green irises.

"Ilana, when that kid flipped your skirt I was pissed. I know why now."

"Because, I'm like your sister and you have to protect me."

"No."

Ilana actually flinched at this denial.

"I was being possessive." He explained. "Listen Ilana, I _did _see up your skirt the other day." he confessed. Ilana had figured as much but she still blushed slightly at her suspicion being confirmed.

"When I saw your underwear, I was turned on, really turned on. Like how I'm turned on right now." he glanced down at her body as if to illustrate this point, but Ilana just stared intently at him waiting for him to keep talking. "And when that kid treated the privelage to see something as amazing as your body. I got angry. Because I want to be the only one who ever sees you in your panties. I also want to be the only person who wants to see you _without _panties. I, I mean I...oh man, you must think I'm a total pervert right now right?" Lance asked of her.

The princess managed to shock Lance three times now, but not because of her skin.

Because of her lips.

She tilted her head up and planted a sweet kiss on Lance's lips. It was innocent yet passionate. But the look Ilana gave him as they broke apart was anything but the former.

"Yeah, but your _my _pervert." she smirked.

And with that, they began full force making out.

Lance hugged Ilana as they kissed again, his hands resting on her waist as they each fell to the bed. Ilana threaded hers through his thick black hair before coming up to breathe a quick moment. They resumed and Lance began to poke his tongue playfully at Ilana's lower lip. He grinned in the kissed when he was allowed entrance. Lance was afraid he might have been moving a little fast, but seeing a girl like Ilana's panties twice would arouse anyone enough to want a little more than a peek.

Ilana broke the kiss once again and they were both panting. Lance looked at her cautiously. He started to fear he really had crossed some line.

Until Ilana reached behind her back and undid her bra.

Lance watched in astonishment with his mouth hung open as the breast compartment device fell to the floor and her pale mounds were on display. All for Lance.

"Wow." was all he could say. That and this. "So, you have freckles there too?" Lance smirked slyly seeing that that the dots that could be seen on Ilana's beautiful face were also located on her tits.

Ilana pouted and crossed her arms. Pushing her breasts up in the process. "Are you gonna analyze them, or touch them?" she asked with a raised eyebrow and a coy smile. Lance didn't need to be asked twice as he reached his arms out and squeezed her boobs. Ilana threw her head back and moaned in pain and pleasure.

"Oh sorry, was that too hard?" Lance asked easing up his grip a bit. But Ilana grabbed his hands to keep them in place.

"No! I-I liked it." Ilana told him. "Do it again hard!" she almost squealed. Lance smiled and complied all too eagerly. She moaned again as Lance could almost be seen as trying make her breasts explode with the amount of strength he was putting into his grope.

"Never would have guessed you like it rough Ilana?" Ilana was too emerged in ecstasy to respond. Lance then had an idea.

"Oh. Don't know how to answer when you're being asked a question?" he asked in mock seriousness.

Still, just moans.

"Maybe this will get your attention."

Lance rolled them over so he was no longer on top, but they were each on their side. He then drew his hand back and..."

_'Smack!'_

Ilana moaned even louder at this action.

"Oh? You're enjoying this are you?" Lance asked in still mock seriousness. Ilana nodded clearly wanting more. "Well, I guess you really aren't the good girl everyone thinks you are?" he spanked her once more and she shuddered with satisfaction.

Lance decided to step it up even further when he plunged a finger down in Ilana's aforementioned panties and found her hole. Ilana gasped in suprise as Lance worked his way around and searched for pleasure points. When he got bored, he stuck his other one down there, and so on until four of his fingers were inside of Ilana. Ilana could only respond in gasps, moans, and grunts, as the English language seemed so complicated to remember when a boy like Lance was sexually touching you.

* * *

The next morning, Kimmy had gone home. (How neither her nor Octus heard what they were doing last night was beyond them) Considering her presense, Lance stopped at fingering her last night, deciding that anything more would cause Ilana to make too much noise.

Speaking of Ilana, she was washing dishes in the sink when Lance came down.

"Hey."

"Hey yourself."

"Where's Octus?" he inquired more interested in wether or not they were alone rather than the robots whereabouts. "Oh. Something blah, blah, blah movies, blah, blah, blah Kimmy eh I wasn't really paying attention." she told him honestly.

"I figured as much, last night we established you weren't a very good listener." he wiggled his eyebrows reffering to when he was smacking her ass repeatedly last night."

"Sorry what? I wasn't listening." she played along.

"Am I gonna have to punish you?" Lance inquired. Ilana didn't even turn her head.

"What are you gonna do? Spank me? Yeah, I don't find that pleasant." her voice dripped with sarcasm.

Lance smirked and reached his hand out to rest on her butt. He proceeded to lift it up rather quickly causing her short red skirt to come up in the air and expose her light blue boyshorts Ilana's smugness disappeared.

"Lance!"

"Since you like spankings, but don't like your panties being seen, it seems to be a more fitting punishment." he pointed out logically as he walked out of the kitchen.

Ilana sighed.

And then smiled.

Having her skirt flipped wasn't so bad.

As long as Lance was doing it.

* * *

Alright! There it is. It's not my best work, you should know I finished it very late at night, but I didn't want to leave you guys hanging. I gotta admit, some of the wind was taken out of my sails when I heard that if the show continued, Ilana and Lance wouldn't have gotten together if the show continued, but that's never stopped fanfiction writers before right? Anyway, I hope you enjoyed this and tell me specific parts you liked!

See ya!


End file.
